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C O N T E N T S

PREFACE AND ACKNOWLEDGMENTS v


INTRODUCTION: The Changing Landscape for Due Diligence in 2010 xi

PART ONE

THE DUE DILIGENCE PROCESS 1

Chapter 1
Conducting Due Diligence: An Overview 3

Chapter 2
The Financial Statements Review 35

Chapter 3
The Operations and Management Review 59

Chapter 4
The Legal Compliance Review 95

PART TWO

TRANSACTIONAL DUE DILIGENCE 123

Chapter 5
The Documentation and Transaction Review 125

Chapter 6
Detecting Legal Exposure under Securities Law 161

Chapter 7
Detecting Exposure under Tax Law and Accounting Regulations 191

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